Under the terms of the agreement, the Fund will purchase $1M of Sycamore Entertainment Group Inc. series "B" convertible preferred stock at a price of $1.00 per share. Each series "B" preferred is convertible into 5 common shares at a price of $0.20 per share and carries a dividend of 12%. VIG also has a warrant to purchase an additional 65,000 shares at $0.15, for a term of five years.